Company registration Singapore to Sri Lanka is simple with ASAC. Singapore based entrepreneurs and investors can register and operate a company in Sri Lanka without travelling. We manage the entire company registration process remotely.
Company registration Singapore to Sri Lanka has grown significantly in recent years. Singapore-based entrepreneurs, Sri Lankan expatriates, and regional investors increasingly choose Sri Lanka as a base for IT outsourcing, professional services, and export-oriented businesses.
Several reasons drive this trend. First, Sri Lanka allows 100% foreign ownership in most sectors — including IT, professional services, trading, and manufacturing. Furthermore, the cost of operations is significantly lower than Singapore. As a result, many Singapore-based businesses use Sri Lanka as their operational hub while maintaining their Singapore presence for client-facing activities.
In addition, Sri Lanka’s strategic location and English-speaking workforce make it attractive for regional expansion. The regulatory environment is also improving steadily. Moreover, the registration process is straightforward. Consequently, with ASAC managing the process, Singapore-based investors complete the entire registration remotely — without a single trip to Sri Lanka.
The most popular structure for foreign investors is the Private Limited Company. It is a separate legal entity under the Companies Act No. 07 of 2007. Importantly, Singapore investors can own 100% of the shares in most sectors. Furthermore, there is no requirement for a local Sri Lankan shareholder.
Key features:
– 100% foreign shareholding permitted in most sectors
– Minimum of one director required
– A licensed Company Secretary is mandatory by law
– Fully remote registration — no travel required
– Ongoing compliance managed by ASAC year-round
Branch Office allows a Singapore company to operate in Sri Lanka as an extension of its parent. However, the parent company carries full liability for the branch’s activities. Furthermore, branch offices face more regulatory scrutiny than Pvt Ltd companies. As a result, most investors prefer a Pvt Ltd structure.
Liaison Office allows a Singapore company to maintain
a representative presence in Sri Lanka. However, it cannot conduct commercial activities or generate revenue. It is suitable for market research and relationship building only. Therefore, most serious investors choose a Pvt Ltd company instead.
The entire company registration Singapore to Sri Lanka process remotely. Here is exactly what happens, step by step.
Step 1 — Initial Consultation
Your journey starts with a free consultation. We study your business model, shareholder structure, and objectives. Furthermore, we confirm which sectors apply to your business and verify that 100% foreign ownership is permitted. As a result, you start the process with complete clarity.
Step 2 — Name Approval
Next, we check name availability and secure your approved company name through the eROC portal — the official online system of the Department of the Registrar of Companies. Additionally, we advise you on naming requirements and restrictions under Sri Lankan law. Consequently, you avoid common naming mistakes that delay registration.
Step 3 — Document Preparation
We then prepare all incorporation documents on your behalf. These include Form 1 (application for incorporation), Form 18 (directors), Form 19 (secretary), and the Articles of Association. You review and sign — everything is handled digitally. Moreover, no physical presence is required at any stage.
Step 4 — Submission and Incorporation
We submit all documents through eROC and liaise directly with the Registrar of Companies. Consequently, you receive your Certificate of Incorporation typically within 5 to 7 business days. Therefore, the entire incorporation process is faster than most investors expect.
Step 5 — Post-Incorporation Setup
After incorporation, we handle your statutory registers, initial board resolutions, and company secretarial records. Furthermore, we guide you through opening a business bank account in Sri Lanka — a step many investors find challenging without local support. In addition, ASAC remains your Company Secretary from day one.
ASAC — Ananda Sirisena & Company — is a Chartered Corporate Secretary practice based in Colombo, Sri Lanka. With over 30 years of experience in company registration and corporate governance, we understand exactly what foreign investors need.
Fully Remote Service
Travel to Sri Lanka is never required. Every step of the registration and ongoing compliance process happens remotely. Furthermore, all communication takes place via email, video call, and our secure client portal. As a result, Singapore-based investors experience a seamless, location-independent service from start to finish.
Flat Fee Pricing
Transparency matters to foreign investors. Therefore, ASAC charges a single flat fee — no hidden costs and no itemized billing surprises. Singapore-based clients particularly value this clarity, as it makes budgeting straightforward from day one.
Licensed and Qualified
Isura Sirisena, our principal, is a Chartered Corporate Secretary with over 15 years of experience advising foreign investors. Consequently, you receive qualified professional advice — not just administrative processing. Moreover, our team understands both Sri Lankan company law and the specific needs of Singapore-based investors.
The Boardroom — 24/7 Company Records Access
Every ASAC client gets access to The Boardroom — our proprietary company records platform. Additionally, you can access your statutory registers, resolutions, and compliance records from Singapore at any time. It works on both mobile and desktop. In short, your company records are always at your fingertips.
Yes. Singapore citizens and Singapore-registered companies can own 100% of shares in a Sri Lanka Private Limited Company in most sectors. There is no requirement for a local Sri Lankan shareholder. However, certain restricted sectors require Board of Investment approval or have foreign ownership limits. Therefore, ASAC confirms your sector eligibility in the initial consultation before you commit to anything.
No. ASAC manages the entire registration process remotely. You do not need to travel to Sri Lanka at any stage of incorporation. Furthermore, ongoing compliance and secretarial work is also fully remote. As a result, Singapore-based investors complete the entire process from their desk.
Typically, 5 to 7 business days from the date of document submission. Additionally, name approval takes 1 to 2 business days before the main registration begins. In total, therefore, most investors receive their Certificate of Incorporation within 2 weeks of engaging ASAC.
ASAC charges a flat fee that covers the complete registration process. Consequently, there are no itemised billing surprises. Contact us for a quote specific to your situation. Importantly, our flat fee means no unexpected costs — everything is clear from the start.
From 31 March 2026, every company registered in Sri Lanka must have at least one Authorised Person who is a resident of Sri Lanka. This is a legal requirement under the Companies (Amendment) Act.
Singapore-based investors can still own 100% of shares and serve as directors. However, they must appoint a Sri Lanka resident Authorised Person to fulfil this statutory obligation. Fortunately, ASAC provides this Authorised Person service for foreign investors — so you remain fully compliant without needing to hire a local director or travel to Sri Lanka.
Yes. A Singapore-registered company can be a shareholder of a Sri Lanka Private Limited Company. Furthermore, this structure is common among Singapore-based businesses expanding operations into Sri Lanka. Additionally, this holding structure offers tax planning advantages worth discussing with your advisors.
A Sri Lanka Pvt Ltd company must file an Annual Return, maintain statutory registers, hold board meetings, pass resolutions for key decisions, and comply with tax obligations. However, none of this needs to distract you from running your business. ASAC manages all of these obligations for our clients year-round — so you can focus entirely on growth.
Yes. Bank account opening for foreign-owned companies in Sri Lanka requires specific documentation and careful preparation. Moreover, many Singapore-based investors find this step challenging without local support. Consequently, ASAC guides you through the entire process and prepares all required board resolutions and supporting documents on your behalf.
Book a free 15-minute consultation with our team today.
Company registration Singapore to Sri Lanka has never
been simpler. Let us guide you through the process.
![Sole proprietorship vs Pvt Ltd Sri Lanka — this is one of the most common questions first-time entrepreneurs ask. Both structures let you run a legal business. However, they are very different in terms of liability, credibility, tax, and growth potential. This guide compares both business structures clearly and simply. By the end, you will know exactly which one suits your situation — and what steps to take next. Sole Proprietorship vs Pvt Ltd Sri Lanka: What Is the Difference? The biggest difference is legal identity. A sole proprietorship is not a separate legal entity from its owner. You and your business are the same person in the eyes of the law. As a result, you carry full personal liability for every debt and obligation your business creates. A Private Limited Company (Pvt Ltd), on the other hand, is a separate legal entity. It exists independently from its owners. Furthermore, shareholders are only liable up to the value of their shares. As a result, your personal assets stay protected if the business runs into trouble. This one difference — personal liability vs limited liability — drives almost every other comparison between sole proprietorship vs Pvt Ltd Sri Lanka. What Is a Sole Proprietorship in Sri Lanka? A sole proprietorship is the simplest business structure available in Sri Lanka. One person owns and runs the business. Furthermore, that person takes full responsibility for everything the business does. How to register. Sole proprietorships register at the local Divisional Secretariat — not through the eROC portal. Registration fees are very low. However, the process requires an in-person visit to the Divisional Secretariat. You cannot register online. Who can register. Only Sri Lankan citizens and permanent residents can register a sole proprietorship. Foreign nationals cannot. Instead, they must register a Private Limited Company through the Department of the Registrar of Companies. Liability. The owner carries unlimited personal liability. If the business cannot pay its debts, creditors can go after your personal savings, property, and other assets. Tax. Sole proprietors pay personal income tax on all business profits. There is no separation between business and personal income for tax purposes. Bank accounts. Most banks in Sri Lanka do not offer full business banking facilities to sole proprietorships. As a result, accessing loans, trade finance, or business credit cards is much harder. Compliance. Ongoing compliance requirements are minimal. There is no Annual Return to file, no board resolutions required, and no Company Secretary needed. What Is a Private Limited Company (Pvt Ltd) in Sri Lanka? A Private Limited Company is a separate legal entity registered under the Companies Act No. 07 of 2007. It is the most popular business structure in Sri Lanka for startups, SMEs, and foreign investors. How to register. Pvt Ltd companies register through the eROC portal operated by the Department of the Registrar of Companies. The entire process is online. Furthermore, ASAC can complete the registration on your behalf remotely. Read our full company registration guide here. Who can register. Both Sri Lankan nationals and foreign investors can register a Pvt Ltd company. Moreover, 100% foreign ownership is permitted in most sectors. Liability. Shareholders carry limited liability only. Your personal assets are protected from business debts. As a result, the company's financial risk stays separate from your personal finances. Tax. Pvt Ltd companies pay Corporate Income Tax on profits. Furthermore, companies have access to certain tax incentives and deductions not available to sole proprietors. Bank accounts. Banks treat Pvt Ltd companies as proper business entities. As a result, they offer full corporate banking facilities — including business loans, trade finance, overdrafts, and corporate credit cards. Compliance. Pvt Ltd companies must meet ongoing compliance requirements. These include filing an Annual Return (Form 15) every year, maintaining statutory registers, holding AGMs, and appointing a licensed Company Secretary. However, ASAC manages all of this for our clients year-round. Sole Proprietorship vs Pvt Ltd Sri Lanka: Key Differences Compared Here is a clear side-by-side comparison of sole proprietorship vs Pvt Ltd Sri Lanka. FeatureSole ProprietorshipPrivate Limited CompanyLegal identityNo — owner and business are the sameYes — separate legal entityPersonal liabilityUnlimitedLimited to share valueWho can registerSri Lankan citizens and PRs onlyAnyone — including foreignersRegistration authorityDivisional SecretariatDepartment of Registrar of Companies via eROCOnline registrationNoYes — fully onlineMinimum directorsN/A1Company Secretary requiredNoYes — legally mandatoryCorporate bank accountLimited accessFull accessForeign ownershipNot permittedPermitted in most sectorsAnnual Return requiredNoYes — within 18 months, then annuallyCredibility with clientsLowerHigherAccess to investmentVery limitedGood — can take on shareholdersCost to registerVery lowModerateOngoing compliance costVery lowModerate Which Is Right for Your Business? The answer depends on your situation. Furthermore, it depends on where you want your business to go in the next few years. Choose a sole proprietorship if: You are testing a business idea with very low risk You operate a small, local, cash-based business You are a Sri Lankan national or permanent resident You want the absolute minimum in compliance and cost You do not plan to take on investors or partners Choose a Pvt Ltd company if: You want to protect your personal assets from business risk You plan to grow, scale, or take on investment You want to open a proper corporate bank account You are a foreign national investing in Sri Lanka You want to build credibility with clients, banks, and partners You plan to apply for government contracts or tenders You intend to hire employees and manage payroll properly For most serious entrepreneurs — local or foreign — a Private Limited Company is the right choice. The cost of registration is modest. Moreover, the protection, credibility, and growth potential it provides far outweigh the additional compliance obligations. How to Register Each Business Type Registering a sole proprietorship: Visit your local Divisional Secretariat in person Submit your application form and supporting documents Pay the registration fee — typically a few hundred rupees Receive your Certificate of Registration of Business Name Display the certificate at your business premises Registering a Pvt Ltd company: Check name availability on the eROC portal Reserve your preferred company name Prepare Form 1, Form 18, Form 19, and Articles of Association Upload all documents through eROC in PDF format Pay government registration fees online Await Registrar approval — typically 5 to 7 business days Download your Certificate of Incorporation ASAC manages every step of Pvt Ltd registration for you. Furthermore, we act as your Company Secretary from day one. Contact us to start your registration here. Sole Proprietorship vs Pvt Ltd Sri Lanka: Cost Comparison Sole proprietorship costs: Registration fee: A few hundred rupees at the Divisional Secretariat Ongoing compliance: Minimal — no Annual Return, no Company Secretary required Total annual cost: Very low Pvt Ltd company costs: Government registration fees: Published on the Department of Registrar of Companies website Professional service fees: Depend on your specific situation — ASAC provides a clear quote after a short consultation Annual company secretarial retainer: Covers Annual Return filing, board resolutions, and ongoing compliance Total annual cost: Higher than a sole proprietorship but manageable — and worth every rupee for the protection and credibility it provides The real cost of a sole proprietorship is not what you pay to register. It is what you risk by having no limited liability protection. Furthermore, it is the business opportunities you miss because you lack corporate credibility. Can You Convert a Sole Proprietorship to a Pvt Ltd Company? Yes. Many business owners start as sole proprietors and convert to a Pvt Ltd company as they grow. However, conversion is not automatic. You need to register a new Private Limited Company through eROC. Furthermore, you must transfer your business activities, contracts, and assets to the new company. The good news is that your existing business name may be available for registration as a company name — provided no other company has already registered it. Check availability on the eROC name search before you start. ASAC manages the conversion process for clients who want to upgrade from sole proprietorship to Pvt Ltd. Book a call with our team below to discuss your options. Common Mistakes When Choosing a Business Structure Choosing a sole proprietorship because it is cheaper. The registration cost is lower. However, the risk is far higher. One lawsuit or unpaid debt can wipe out your personal savings. Furthermore, you will struggle to open a proper corporate bank account or win contracts from larger clients. Registering a Pvt Ltd company without understanding the ongoing obligations. A Pvt Ltd company comes with real compliance requirements. Annual Returns, board resolutions, statutory registers, and tax filing are all mandatory. As a result, many business owners get caught out by late filing penalties. ASAC manages all of this for our clients so they can focus on their business. Waiting too long to upgrade from sole proprietorship to Pvt Ltd. Many entrepreneurs plan to upgrade "later." However, later often means after a problem has already happened. Registering a Pvt Ltd company early protects you from day one. Foreign nationals trying to register a sole proprietorship. Foreign nationals cannot register a sole proprietorship in Sri Lanka. Only Sri Lankan citizens and permanent residents qualify. Furthermore, even permanent residents should consider a Pvt Ltd company for the additional protection and credibility it offers. Frequently Asked Questions What is the main difference between sole proprietorship vs Pvt Ltd Sri Lanka? The main difference is legal identity and liability. A sole proprietorship has no separate legal identity from its owner — you carry unlimited personal liability. A Pvt Ltd company is a separate legal entity — your personal liability is limited to the value of your shares. Can a foreigner register a sole proprietorship in Sri Lanka? No. Sole proprietorships in Sri Lanka are only available to Sri Lankan citizens and permanent residents. Foreign nationals must register a Private Limited Company through the Department of the Registrar of Companies. Is a Pvt Ltd company better than a sole proprietorship in Sri Lanka? For most serious business owners — yes. A Pvt Ltd company offers limited liability, higher credibility, full corporate banking access, and the ability to take on investors. Furthermore, it allows foreign ownership and opens more opportunities than a sole proprietorship. How much does it cost to convert a sole proprietorship to a Pvt Ltd company in Sri Lanka? There is no formal conversion process — you register a new Pvt Ltd company and transfer your business to it. The cost depends on your specific situation. Book a call with ASAC and we will give you a clear breakdown. Do I need a Company Secretary for a sole proprietorship in Sri Lanka? No. A Company Secretary is only mandatory for Private Limited Companies and other incorporated entities under the Companies Act. Sole proprietorships have no such requirement. Can I have employees as a sole proprietor in Sri Lanka? Yes. Sole proprietors can hire employees. However, you must comply with all labour laws, EPF and ETF obligations, and employment contracts regardless of your business structure. Learn more at the Department of Labour Sri Lanka. How ASAC Can Help Ananda Sirisena & Company (ASAC) helps entrepreneurs choose the right business structure from the start. We have over 30 years of experience in company registration Sri Lanka and corporate governance. As a result, we know exactly which structure works best for different situations — and how to set it up correctly from day one. If you decide a Private Limited Company is right for you, ASAC manages the entire registration process. We prepare all documents, act as your Company Secretary, and handle all ongoing compliance obligations. Furthermore, all ASAC clients get access to The Boardroom — our 24/7 company records platform on mobile and desktop. If you want to protect your business, build credibility, and set yourself up for growth — a Pvt Ltd company is the right move. Book a free 15-minute call with our team below. We will assess your situation and give you a clear recommendation. [INSERT HUBSPOT CALENDAR HERE] Related guides: How to Register a Pvt Ltd Company in Sri Lanka Cost of Company Registration Sri Lanka Documents for Company Registration Sri Lanka Company Secretary Sri Lanka: Do You Really Need One?](https://anandasirisena.lk/wp-content/uploads/Sole-Proprietorship-vs-Pvt-Ltd-sri-lanka-1024x576.jpg "Sole Proprietorship vs Pvt Ltd sri lanka – Ananda Sirisena & Co | Company Secretary Sri Lanka – Ananda Sirisena & Co | Company Secretary Sri Lanka")
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